On February 13, 2014, TSX announced amendments to the TSX Company Manual which mandate majority voting in uncontested elections of directors for TSX-listed issuers that are not majority controlled. The purpose of these amendments, as stated by the TSX, is
2014
ISS pulls the “golden leash”, but has it gone too far?
The most publicized proxy battle of 2013, Agrium Inc.’s showdown with activist US hedge fund Jana Partners, introduced the concept of the “golden leash” to the Canadian proxy scene. Jana nominated four independent directors to the board of Agrium, and…
What Canadian public companies need to know about the 2014 ISS Corporate Governance Policy Updates
On November 21, 2013, Institutional Shareholder Services Inc. (ISS) issued its 2014 Corporate Governance Policy Updates applicable to issuers holding their shareholder meetings on or after February 1, 2014. Updates for the Americas, EMEA and Asia-Pacific were released.…
Rethinking “Good” Corporate Governance
Walied Soliman and Orestes Pasparakis, co-chairs of our Canadian Special Situations Team, recently authored an opinion piece in the National Post’s FP Comment section on “good” corporate governance . They argue that the emphasis Canadian companies place on good…
Glass Lewis Publishes 2014 Proxy Voting Guidelines
On December 13, 2013, Glass Lewis (GL) published its 2014 Proxy Voting Guidelines for the upcoming proxy season for the U.S., Canada, the UK and Asia. Some of the key updates are summarized below. We recommend that readers…
Strategies for protecting companies in proxy contests
A recent trio of hotly contested proxy fights involving Norton Rose Fulbright’s Special Situations Team helped further clarify and define the rights of a board of directors to determine the timing of a shareholders’ meeting.
Bioniche Life Sciences Inc.
With…
Welcome to Norton Rose Fulbright Canada’s Special Situations Law blog!
We are excited to announce the launch of the Special Situations Law blog, a space for our Special Situations team members to comment and deliver insight on the legal and business developments impacting shareholder activism in Canada and globally. The…